RMG Acquisition Corp. (the “Company”) announced the nomination
of Paul Williams for election at a special meeting of stockholders
of the Company to serve on the board of directors of the combined
company upon consummation of the previously announced merger
between the Company and Romeo Systems, Inc. (“Romeo Power”).
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Prior to his retirement in 2018, Mr. Williams served as a
Partner and Managing Director of Major, Lindsey & Africa, LLC,
an executive recruiting firm, where he conducted searches for board
members, CEOs and senior legal executives from 2005 to 2018. He
also served as Director of Global Diversity Search, assisting legal
organizations in enhancing their diversity. From 2001 to 2005, Mr.
Williams served as Executive Vice President, Chief Legal Officer
& Corporate Secretary of Cardinal Health, Inc. Since 2009, Mr.
Williams has served as a member of the board of directors of
Compass Minerals International, Inc. (NYSE: CMP). Since early 2020,
Mr. Williams has served on the board of directors of several funds
in the American Funds mutual fund family (part of the privately
held Capital Group). Mr. Williams previously served on the boards
of directors of State Auto Financial Corporation, Bob Evans Farms,
Inc. and Essendant, Inc. (f/k/a United Stationers Inc.). Mr.
Williams is a member of the Economic Club of Chicago, and has
served as president of the Chicago chapter of the National
Association of Corporate Directors since 2017. Mr. Williams
received an undergraduate degree, cum laude, from Harvard and a
J.D. from Yale Law School.
Romeo Power and the Company previously announced a definitive
agreement for a business combination that would result in Romeo
Power becoming a publicly listed company. If elected, the board of
the public company upon the consummation of the business
combination will consist of Mr. Williams and the other candidates
previously announced by the Company nominated for election listed
below:
- Brady Ericson
- Donald S. Gottwald
- Lauren Webb
- Lionel E. Selwood, Jr.
- Philip Kassin
- Robert S. Mancini
- Susan Brennan
- Timothy Stuart
A proxy statement, once final, will be mailed together with a
proxy card to the Company’s stockholders. The final proxy statement
will include the date, time and location of the special
meeting.
About RMG Acquisition Corp.
RMG Acquisition Corp is a special purpose acquisition company
whose management and board has deep experience in power, renewable
energy, environmental services, energy technology and corporate
governance. RMG’s team includes top level executives from Goldman
Sachs, Carlyle Group, Cogentrix Energy, Deloitte & Touche,
Access Industries, Calpine Corporation (CPN) and Riverside
Management Group. For additional information, please visit
http://www.rmgacquisition.com.
About Romeo Power
Romeo Power, founded in 2016 in California by Michael Patterson,
is an industry leading energy technology company focused on
designing and manufacturing lithium-ion battery modules and packs
for commercial electric vehicles. Through its energy dense battery
modules and packs, Romeo Power enables large-scale sustainable
transportation by delivering safer, longer lasting batteries with
shorter charge times. With greater energy density, Romeo Power is
able to create lightweight and efficient solutions that deliver
superior performance, and provide improved acceleration, range,
safety and durability. Romeo Power’s modules and packs are
customizable and scalable, and they are optimized by its
proprietary battery management system. The company has
approximately 100 employees and more than 60 battery-specific
engineers and a 113,000 square foot manufacturing facility in Los
Angeles, California with key battery development capabilities
performed in-house. On October 5, 2020, Romeo Power and RMG
Acquisition Corp. (“RMG”) (NYSE: RMG), a special purpose
acquisition company, announced a definitive agreement for a
business combination that would result in Romeo Power becoming a
publicly listed company. Upon closing of the transaction, the
combined company will be named Romeo Power, Inc. and is expected to
remain listed on the NYSE and trade under the new ticker symbol
“RMO.” For additional information on Romeo Power, please visit
https://romeopower.com.
Important Information and Where to Find It
This press release relates to a proposed transaction between RMG
and Romeo Power. RMG has filed with the Securities and Exchange
Commission (“SEC”) a registration statement on Form S-4 that
includes a proxy statement/consent solicitation
statement/prospectus. The proxy statement/consent solicitation
statement/prospectus will be mailed to stockholders of RMG as of a
record date to be established for voting on the proposed business
combination. RMG also will file other relevant documents from time
to time regarding the proposed transaction with the SEC. INVESTORS
AND SECURITY HOLDERS OF RMG ARE URGED TO READ THE PROXY
STATEMENT/CONSENT SOLICITATION STATEMENT/PROSPECTUS AND OTHER
RELEVANT DOCUMENTS THAT WILL BE FILED BY RMG FROM TIME TO TIME WITH
THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED
TRANSACTION. Investors and security holders will be able to obtain
free copies of the proxy statement/consent solicitation
statement/prospectus and other documents containing important
information about RMG and Romeo Power once such documents are filed
with the SEC, through the website maintained by the SEC at
http://www.sec.gov. Copies of the documents filed with the SEC by
RMG when and if available, can be obtained free of charge on RMG’s
website at www.rmginvestments.com or by directing a written request
to RMG Acquisition Corp., 50 West Street, Suite 40-C, New York, New
York 10006.
Participants in the Solicitation
RMG and Romeo Power and their respective directors and executive
officers, under SEC rules, may be deemed to be participants in the
solicitation of proxies of RMG’s stockholders in connection with
the proposed transaction. Investors and security holders may obtain
more detailed information regarding the names and interests in the
proposed transaction of RMG’s directors and officers in RMG’s
filings with the SEC, including RMG’s Annual Report on Form 10-K
for the fiscal year ended December 31, 2019, which was filed with
the SEC on April 1, 2019. Information regarding the persons who
may, under SEC rules, be deemed participants in the solicitation of
proxies to RMG’s stockholders in connection with the proposed
business combination will be set forth in the proxy
statement/prospectus for the proposed business combination when
available. Additional information regarding the interests of
participants in the solicitation of proxies in connection with the
proposed business combination is included in the proxy
statement/consent solicitation statement/prospectus relating to the
proposed business combination.
No Offer or Solicitation
This communication shall neither constitute an offer to sell or
the solicitation of an offer to buy any securities, nor shall there
be any sale of securities in any jurisdiction in which the offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such
jurisdiction.
Forward Looking Statements
This press release includes “forward looking statements” within
the meaning of the “safe harbor” provisions of the United States
Private Securities Litigation Reform Act of 1995. When used in this
press release, the words “estimates,” “projected,” “expects,”
“anticipates,” “forecasts,” “plans,” “intends,” “believes,”
“seeks,” “may,” “will,” “should,” “future,” “propose” and
variations of these words or similar expressions (or the negative
versions of such words or expressions) are intended to identify
forward-looking statements. These forward-looking statements are
not guarantees of future performance, conditions or results, and
involve a number of known and unknown risks, uncertainties,
assumptions and other important factors, many of which are outside
RMG’s or Romeo Power’s management’s control, that could cause
actual results or outcomes to differ materially from those
discussed in the forward-looking statements. Important factors,
among others, that may affect actual results or outcomes include:
the inability to complete the transactions contemplated by the
proposed business combination; the inability to recognize the
anticipated benefits of the proposed business combination, which
may be affected by, among other things, the amount of cash
available following any redemptions by RMG stockholders; the
ability to meet the NYSE’s listing standards following the
consummation of the transactions contemplated by the proposed
business combination; costs related to the proposed business
combination; Romeo Power’s ability to execute on its plans to
develop and market new products and the timing of these development
programs; Romeo Power’s estimates of the size of the markets for
its products; the rate and degree of market acceptance of Romeo
Power’s products; the success of other competing technologies that
may become available; Romeo Power’s ability to identify and
integrate acquisitions; the performance of Romeo Power’s products;
potential litigation involving RMG or Romeo Power; and general
economic and market conditions impacting demand for Romeo Power’s
products. Other factors include the possibility that the proposed
transaction does not close, including due to the failure to receive
required security holder approvals, or the failure of other closing
conditions. The foregoing list of factors is not exhaustive. You
should carefully consider the foregoing factors and the other risks
and uncertainties described in the “Risk Factors” section of RMG’s
Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, the
registration statement on Form S-4 and proxy statement/consent
solicitation statement/prospectus discussed below and other
documents filed by RMG from time to time with the SEC. These
filings identify and address other important risks and
uncertainties that could cause actual events and results to differ
materially from those contained in the forward-looking statements.
Forward-looking statements speak only as of the date they are made.
Readers are cautioned not to put undue reliance on forward-looking
statements, and neither RMG nor Romeo Power undertake any
obligation to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise,
except as required by law.
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Romeo Power For Investors ICR, Inc.
RomeoPowerIR@icrinc.com For Media ICR, Inc.
RomeoPowerPR@icrinc.com RMG Acquisition Corp. Philip Kassin
Chief Operating Officer pkassin@rmginvestments.com 212-785-2579
Romeo Power (NYSE:RMO)
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